Form 8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): December 20, 2004

 

 

PriceSmart, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware   000-22793   33-0628530

(State or other jurisdiction

of incorporation)

   (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

9740 Scranton Road, San Diego CA 92121

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (858) 404-8800

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Item 8.01. Other Events.

 

On December 20, 2004, PriceSmart, Inc. issued a press release announcing the subscription period of its previously announced rights offering and that it had begun distributing the rights to purchase shares of its common stock, par value $0.0001 per share, issued pursuant to the rights offering, to stockholders of record as of November 24, 2004. A copy of the press release is filed herewith as Exhibit 99.1.

 

Item 9.01. Financial Statements and Exhibits.

 

(c) The following exhibit is filed herewith:

 

Exhibit No.
  

Description

99.1   Press release of PriceSmart, Inc. dated December 20, 2004.

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: December 21, 2004

  

PRICESMART, INC.

   

By:

  

/s/ JOHN M. HEFFNER

       

John M. Heffner

Chief Financial Officer